Disillusioned
by Perhapsormaybe
Summary: Alien EVOs pose an even greater threat - but Providence's 'cure, contain or kill' policy has Ben 10 apprehensive about working with them. When they blackmail him into helping, he meets Rex - will Rex adopt Ben's own 'no kill' policy?
1. Chapter 1

Six hadn't said a word since they'd arrived - not that Rex really expected him to. He was used to Six not talking, but the fact they were in a town with no signs of EVO activity concerned him. _What are we even doing here?_ he wondered when Six suddenly turned and walked into the mechanic's shop.

"We didn't even take a car..." Rex muttered to himself, running to catch up to Six.

"Maybe he figures you could use a tune up?" Bobo joked, speeding up himself to match Rex's new pace.

"We need access to the Plumber's base," Six was saying to an overweight man behind the counter. The man (a rather average looking guy with the name "Ed" stitched onto his coveralls) raised an eyebrow as Six.

"This is a garage, we don't have any plumbers here. You tried the phone book?"

"Yeah, that's, probably a good idea," Rex added, coming up to Six's side and yanking on his arm to try to pull him back. "Why are we out here looking for plumbers, anyways? Aren't there plenty near Providence's base, or are toilets able to go EVO now?"

"Now's not the time," Six dismissed Rex's questions without answering any of them, not even bothering to turn away from Ed's direction, though where his eyes were focused behind his shades was a mystery. "I know it's here. Tell me how to access it."

Ed studied Six carefully for a moment. "Look, buddy, I ain't got nothing to do with it. They pay me a fee each month to stay out of their way. Don't know how they get in or out."

Rex had the distinct feeling Ed was lying to them, but he knew that if he thought that, Six was certainly thinking the same. Much to his surprise, Six stepped away from the counter and selected a wrench from a nearby empty coffee container.

"Whaddya need a wrench for?" Bobo asked, though he didn't sound particularly interested.

Six held the wrench up so that both Rex and Bobo could see the key dangling at the end of it before using the key in a nearby door clearly marked 'staff only'. The door opened to reveal a much sturdier metal door. "Rex? Try not to go overboard."

"You mean...?" Rex rubbed his hands together in excitement before willing his nanites to contort his arms into their much larger machine form. He wrenched the door right from the frame before throwing it aside, nearly hitting poor Ed in the process.

"Nice one, but you would have gotten extra points if you'd hit the old man," Bobo said before following Six through the now empty door frame.

"Hey, wait for me!" Rex called as he returned his arms to normal.

"You picked the wrong place to bust into," a group of three teens stood before them, as well as an elderly man. The one who was talking was the tallest, a raven headed, muscular kid who was cracking his knuckles.

"What do you want?" Added a brunette, one hand raised above a device on his arm.

"I dunno, ask him," Rex jerked his thumb in Six's direction. "I'm just as lost as you guys are."

"For now, we would just like to talk," Six said.

"Aww, man," Bobo complained, "If I'd known that I would have stayed back at the base," He returned his guns to his holsters with a disappointed grunt.

"You have a talking monkey," the black haired teen said, his voice slightly bewildered and clearly amused.

"Well hand the kid a medal," Bobo rolled his eyes, "He has observational skills."

"Not now," Rex muttered to Bobo. He found the exchange amusing, but the look on the elderly man's face concerned him. He was eyeing Six with such intense dislike that Rex felt something bad was about to happen.

"If you want to talk, we'll talk," the brunette agreed. His stance relaxed a little. "There are some chairs over there..." Rex and Bobo each took one of the unoccupied chairs, however Six remained standing. "All right, now that we're all comfortable...you said you want to talk, so talk."

"Ben Tennyson, right?" Six asked. The boy, Ben, nodded. "Good. Providence sent me here to ask for your assistance with the EVO problem."

"Not happening," this time it was the elderly man who jumped in. "We know all about your 'cure, contain or kill' policy, and we know what you do to the alien kids you capture."

"You mean this guy works for Providence, Grandpa Max?" the girl finally spoke up. Rex winced when he noticed that she was now giving him the same distasteful look her grandfather was giving Six. "You guys kill people...especially alien kids, any time one of them has their nanites activated --"

"They go rogue and are even less likely to be able to control them than most humans are," Six cut her off. "Providence does what has to be done. We obey orders - just like the Plumbers do. Providence would like your team's assistance with exactly that - the alien EVOs. It seems they don't trust Providence --"

"With good reason, it sounds like," Rex cut him off.

"Rex--" Six's voice sounded like a warning, but Rex ignored him.

"How come you didn't tell me about this? Have any of the EVOs I fought been alien kids?"

"That's not the point of this mission," once more, his questions were ignored and Six continued. "They do however trust Ben 10 - or at least what you stand for. The alien EVOs are often being hidden from Providence by family members and friends. It doesn't work for long, but waiting always makes the problem worse so by the time they can't hide the EVO anymore there's far worse clean up involved, and sometimes people die. You could help with that."

"No deal," Ben said steadily, crossing his arms. "Not with the way Providence has been treating the alien EVOs. How many have you killed?"

Six pulled a manila envelope out of his suit and tossed it on the table before also pulling out a pair of energy cuffs.

"One pair ain't gonna work on all of us," the raven head snorted.

"No, Kevin," the girl said after she'd opened the envelope and scanned its contents, "It's not for all of us...it's just for you."

"What?"

"It's...it's a warrant for your arrest."

"You can't do this!" Ben insisted, rising to his feet.

"Providence is a government agency, and Kevin Levin is still a wanted criminal throughout the galaxy," Six stated. "You'll find everything is legal if you look through the envelope. It also includes a detailed, itemized list of his crimes. It goes on for about twenty pages."

"He served his time," Max snarled, "And the Plumbers put in for his name to be cleared. This is only being brought back so you can blackmail Ben!"

"Is that what this is?" Ben demanded, "If I don't go along with Providence, you'll arrest Kevin?"

"Those are my orders," Six said with his usual stoic air.

Kevin grabbed a nearby wall and allowed the metal to coat his body. "If you think I'm going without a fight --"

"You would be on the team with Rex," Six completely ignored Kevin and even turned his back to the teen.

"Hey! Look at me while I'm threatening you!" Kevin complained.

"Wait, teamed with me?" Rex repeated. "Why?"

"You have a strict no-kill policy, right, Ben?" Six asked. Ben nodded. "Rex is Providence's secret weapon. He can cure EVOs. So far we haven't gotten him close enough to an alien EVO to see if he could do the same for them, but if word gets out that Ben Tennyson is working with Providence, the aliens may be more willing to let us get closer."

"And you'll pardon Kevin?" Ben raised an eyebrow.

"That's the agreement."

"Gwen, Kevin, Grandpa...what do you guys think?"

"I'm against it. There's only three of them, and one of 'em's a monkey...we can take them," Kevin insisted. "I'm not going to be used as a tool!"

"But if we don't help them the alien EVOs are even more likely to be killed," Gwen threw in.

"I don't like this any more than you do, Ben," Max sighed, "But Gwen's right. As much as I dislike Providence's methods, at least with you helping you can be there first hand to stop the killing. Cure or contain only, right?" Max's eyes narrowed at Six.

"You would not be Providence agents, so you would not be bound to our rules, however we follow orders. If the order to kill comes, I will follow it."

"Don't worry about it, I'm going to make sure we get them cured," Rex said determinedly, extending his hand in Ben's direction. "So...teammates?"

"Teammates," Ben agreed, shaking Rex's hand.

"Aww, I'm all warm and fuzzy on the inside," Bobo muttered sarcastically, "If we're done with the making nice, is there anyway we can hop on the next plane out of here and get to the next fight? I'm starting to feel antsy."

* * *

"I'm just saying, if we had a talking monkey on _our_ team," Ben gestured towards himself and then to Gwen, "There'd really be no more need for Kevin."

Kevin rolled his eyes. "Yeah, and without me, Tennyson, you'd probably lose every fight."

"Guess my memory's a bit foggy, who saved who from Vulkanus?" Ben pretended to look thoughtful, then snapped his fingers as though the answer had just come to him. "That's right, I saved _you_!"

"Don't let them fool you," Gwen leaned in towards Rex, "Deep down they actually care about each other."

"Do not!" Kevin and Ben called in unison.

"Sorry for all the waiting around," Rex apologized, "Usually Providence doesn't let too many outsiders in. Well, Noah, but uh...found out that was a 'special' case," he finger quoted the word 'special' to accent it further.

"Man, this is boring," Kevin complained, throwing his head back. "Isn't there something we could be doing right now?"

"I've got some ideas, but ain't like any of 'em are legal," Bobo muttered, "Not like you probably care, though, right kid?"

"Depends, what kind of ideas you got in mind?" Kevin asked, leaning forward, suddenly looking intrigued.

"Kevin!" Gwen chided.

"Have you guys dealt with EVOs before?" Rex asked. It amused him a bit to watch Kevin squirm, but another part of him wanted Max Tennyson's approval. The old man had been quiet since they'd arrived at Providence, but he looked agitated. He kept glancing at Rex, clearly trying to figure him out. Something in the very way the man carried himself made it clear to Rex that this was a professional, but lacking in the hard edge that both White Knight and Six had developed. This man was a leader, and yet he was still so human that Rex wanted very much to be liked by him.

"A little bit here and there," Ben said, tapping his chin as he tried to remember, "Not long ago the alien who created the Ultimatrix, Azmuth, showed up and ran some diagnostics. He was able to remove the nanites from the Ultimatrix and so long as I keep it on the nanites in my body will stay dormant."

"Could he do this on a global scale?" Rex's mind started whirling with possibilities. If this alien was brilliant enough to do this once, why not more times? Sadly, though, Ben shook his head.

"I already asked him. It's not possible to do on that scale. It's the Ultimatrix's unique system that allowed him to code it to keep my nanites from turning me EVO, but because it's so powerful there can only be one Ultimatrix in existence. It's not something he would trust with the average person and he refuses to make more, even to combat the EVO problem."

"Downer," Bobo noted.

"White Knight's waiting for you inside," Six emerged leading Doctor Holiday. Kevin's eyebrows shot up slightly at the site of the doctor before Gwen elbowed him hard in the ribs.

The group was lead together to another room where an elderly man in a white room was sitting forward, his hands folded together as he rested his head on them, his gaze falling quickly on Max. "Hello. It's been a while."

"Not long enough, if you ask me," Max snorted. "How many alien EVOs did you order killed last week, hmm?"

"I've done what needed to be done. Haven't you done the same? What was it you did to a uh..." White Knight glanced down at the papers on his desk, "Victor Validus?"

"I didn't have him killed!"

"No, but you did effectively make things harder on him for several years. He was financially ruined and had a hard time making ends meet. The point is Max, we have policies here. Sometimes killing is necessary. Better one than millions."

"You're not dragging my grandson into this," Max's eyes narrowed. "I'm not letting him do the dirty work for you!"

"Grandpa, calm down," Ben put a hand on his grandfather's shoulder, "We understood coming here what their beliefs are --"

"Glad to see someone making sense," White Knight muttered.

"You didn't let me finish," Ben continued, "We also know they're wrong and at least if we're out there with them we can stop them from killing someone."

"If they can be saved by other means," White Knight said calmly. The image of White Knight faded as a picture of a teenage girl replaced him. At first she was normal looking - skinny, average height, long blonde hair with soft brown eyes. A moment later she changed - the picture was still the girl, but her mouth had split open until her mouth was the full length of her jaw, her teeth elongated so they looked more like spears. Her eyes had taken on an almost cat-like shape and the palms of her hands were black. White Knight's voice explained. "This is Katrina Mena. 14. Mutated today...her alien ancestry is with something called a 'necrofriggian' --"

"Don't tell us. Her power has something to do with ice?" Kevin interrupted.

"Her normal powers, yes...but the nanites have further evolved the powers. Not only are her normal ice abilities increased, but it seems she's developed a new ability -" the picture was replaced with security camera footage. As a police officer tried to get near Katrina, she reached out and grabbed his arm. Where her skin made contact his skin started to smoke as he screamed and backed away. The screams continued even as the footage cut out. "Her skin is so cold it burns. Once skin-to-skin contact is made, the victim suffers instantaneous frost bite. If the victim stays in the same area as her the frostbite spreads to the rest of their body. It seems her breath makes the area around her colder as well, but we did manage to save some of the team by removing them from the area after she attacked them. Those who remained alive had to have limbs amputated."

"Maybe I should put on pants for this one," Bobo said as White Knight finished.

"Is she aware of what she's doing?" Gwen asked. "I mean, is she doing it on purpose or are the nanites controlling her?"

"I don't know," Rex admitted, "Let's go ask her ourselves."


	2. Frigid

The streets were bewilderingly quiet for an EVO outbreak site. Even though Rex had traveled all around the world, he thought this may have been one of the creepiest cities he'd ever visited. The buildings here were abandoned, their wood beginning to rot away and fall in, and a thick fog rolled in at waist level. They couldn't see their own feet and Bobo's hat was the only sign the monkey was still with the group when the fog was at its worst. The quiet seemed to ring through Rex's ears; he kept glancing around, expecting an ambush at any moment. None came, but he still couldn't bring himself to relax.

Six had a tracker in hand and was scanning the area as Gwen and Kevin did the same with their Plumber's badges but no matter how far they walked, how many of the buildings they searched, they found no signs of Katrina, or any other life.

"We even sure she's here?" Bobo grunted after another half hour of searching. He gave an unintentional shiver. "I'm freezing my tail off here."

"She's here somewhere," Six insisted.

There was the distinct sound of something snapping. The group paused at once. "You guys hear that?" Ben asked. The others nodded. "Think that was her?"

"I think whoever it was has a nice surprise for them coming, Bobo-style!" Bobo lifted his guns in the direction the noise had come from.

"Don't shoot!" came the immediate reply. The shape was blurry through the frog but even at the distance it was obvious the figure was certainly not human. Whoever - or whatever - it was they were on the shorter side, and while the figure was similar in form to a normal man there was something misshapen about the back and nose.

"I know that voice," Kevin said, squinting his eyes as though it would help him identify the unknown speaker. The shape continued towards them, until finally he was close enough to be seen. Argit, Kevin's old partner-in-crime, his sometimes friend and often enemy stood there, his hands up, palms out as though in surrender. "Argit! Long time no see," he said with a quick smile. Suddenly his face grew dark. "You still owe me a couple hundred, by the way."

"Yeah, yeah, later, Levin, I'm gonna score a big pay off and we'll make some uh...arrangements then. Just came to tell you you're in the wrong spot."

"Wrong spot?" Gwen repeated. "Just what do you think we're looking for?"

"It's been all over the news. Famous Ben 10 workin' with Providence. Some aliens are _really_ ticked at you guys for it, too," he crossed his arms and shook his head, "Sheesh, Kevin, even when you're on the good guy's side you end up making people mad."

"We don't have time for this," Six cut in. "If you know the location of the alien EVO -"

Argit shook his head. "Nope. No idea where she is."

"Argit," Kevin said slowly, grabbing a hold of one of Six's swords to absorb the metal and then changing his extended right arm into a sword of his own, "None of us ever said it was a female alien," his sword arm pointed straight at Argit. "So would you like to spill the info now, or do I have to beat it out of you?"

Argit gulped and timidly reached out to push the sword away. "Heh...don't suppose I could convince you to split part of the profits so you'll back off?"

"You took pay to hide an EVO?" Rex repeated, stunned. "Do you know how much damage they can do?"

"Do you know how much five grand can buy me?" Argit shot back. "Not that I'm gonna get that money _no_w," he added bitterly. "Her folks were pretty clear that if anyone found her I don't get a cent." He jerked a thumb in the direction of a building over his shoulder. Even through the fog the group could make out the silhouette of a small building- it stood taller than the others and when they got closer it was obvious this building, unlike the houses in the area, was still in use. It appeared to be a factory of some sort and, while dirty, there was no outward damage. "I'm scramming before the fireworks start. Look me up later, Kevin. Got a few deals you could be interested in." Just as quickly as he'd come the con man slunk back into the fog, disappearing from sight.

"We sure this is the right place?" Rex asked. He shivered as a cold breeze hit him.

"I'm detecting an EVO in your area," Doc Holiday's voice came over their radios. "Be careful, there also seems to be a temperature drop when you enter the building - well below freezing. Find Katrina, do what you have to do and get out. Don't stay any longer than you need to."

"Got it, Doc," Rex responded, going to the front of the pack. He lead the way through the door and into the factory. "It's...some sort of meat packing plant," he said as he looked around. Cow carcasses still dangled on hooks, but the bodies appeared, at first glance, to be the only occupants of the factory.

"She's here," Six said, glancing once more at his tracker. "Spread out. You two," he indicated Kevin and Gwen, "Ben with Rex. Monkey, you're with me," Bobo shrugged and joined Six. They headed for the right of the factory, Gwen and Kevin went to the left.

"Looks like we're the ones stuck with searching through the bodies," Ben grumbled. "Figures," he twisted the face plate of the Ultimatrix until a tall, plant like figure came on screen and he slapped the face down. A green light enveloped him as his frame grew taller and his features turned plant like. "Swampfire!" he loudly proclaimed when he'd finished his transformation.

"Whew," Rex waved one hand back and forth quickly to try to disperse the scent Ben was now giving off. He finally gave up and pinched his nostrils to try to avoid inhaling the fumes. "Shoulda called him 'Stinky'."

"Sorry," Swampfire muttered. Rex responded to Ben's metamorphosis by matching it with one of his own. His arm grew longer as the nanites inside him built the machine around it - a giant, metal sword. "Show off," Swampfire snorted.

"It's like a scene out of a horror movie," Rex noted as they made their way further into the factory. "Dangling hooks, cow bodies...all we need now is a masked murderer. Or a -wait, what's wrong with those?" he nodded his head in the direction of the last few cadavers - their meat had turned black. "She's gotta be close...it feels even colder now."

"Doesn't feel that cold to me," Swampfire insisted.

"Just trust me, she's clo-" before he could finish the sentence a meat hook came at break neck speed towards his face. Rex managed to stop it at the last moment by deflecting it with his sword hand. It bounced off the sword with a loud _clink _before swinging back.

"Big mistake giving away your position like that," Swampfire threw a few seeds in the direction the hook had come from. There was a yelp as the girl, Katrina, was dragged forward by the vines that sprang from the seeds. Before Ben or Rex could make a move to fight her, the plant iced over and turned black. She took a step back and the vine snapped and crumbled, releasing her.

"Leave me alone," she hissed, sinking down through the floor and out of site.

"How'd she do that?" Rex asked, blinking.

"Necrofriggian power...intangibility."

"Ah. Would have been helpful to know that sooner," he pointed out. Swampfire shrugged. "So how do we catch something we can't touch?"

"Not sure..." Swampfire snapped his fingers. "Vilgax was able to touch me while I was intangible once. If we could find some way to duplicate that...but I don't know how he did it..."

"Well," Rex snapped his goggles on, "I think I have an idea how we can pull this off..."

* * *

Katrina waited hours, after she figured the boys had certainly gone home, before slipping back up through the floor boards. She heard, rather than saw the chain hook - the very one she'd sent flying at Rex earlier - headed for her. Her natural instincts kicked in and she went intangible. The hook started to pass through her rather than connect before it suddenly jolted her with electricity. She screamed in pain and the hook caught her shirt, the tip of the hook scrapping at her back without drawing blood. "H-How?" she stammered.

"A little nanite induced manipulation," Rex said, "Along with electrifying the hook. You pass right through material, but the electric current still passes through you."

"You think this one can be cured?" Ben asked. Rex shrugged and jumped down from the level where he'd been controlling the crane to the hook. When he reached Katrina, he extended his hand towards her until it was touching her arm.

To his relief, she seemed more than willing to allow his nanites to heal her own. It took only a few seconds before her face returned to normal and the flesh on her hands went from black to a natural, healthy pink color. The air in the room was suddenly a bit warmer, though still frigid. Rex helped her down from the hook.

"Thanks," she said softly. "Do I ...those cops...I'm under arrest, aren't I?" she hung her head, peering at Rex and Ben through her long curtain of hair, her eyes the only visible part of her face.

"You couldn't help it," Rex said sympathetically, "But there will be an inquiry. Don't worry, nothing will happen to you."

"We missed the fight," Bobo, Six, Gwen, and Kevin had arrived all at the same time. Bobo was the one complaining.

"Yeah, you did," Rex agreed, "Where were you guys, anyways?"

"Couldn't find anything and we ended up searching the basement," Gwen said, shaking her head. "Looks like you guys handled it pretty well on your own, though."

"Yeah, guess we did," Rex nodded. "...I did most of the work, though."

"Right, but I still provided the alien info to help you figure out how to stop her," Ben pointed out. "How about you, Six? What were you and Bobo looking at?"

"He got some strange alert from the Doc and he won't tell me what it was about," Bobo explained for him. Six raised an eyebrow at Bobo, and the monkey rolled his eyes. "What? Is that supposed to be a secret? Not like I can give anything away..."

"This mission's over," Six said crisply. "Katrina, you will need to come back with us to Providence."

She nodded and followed solemnly behind Six. Rex watched her go, wondering what kind of alert Six had received that he'd felt more important than the present mission. It certainly wasn't like Six to get distracted.

Rex had a sinking feeling in his stomach that something was headed their way, and that this wouldn't be nearly so easily solved as today's adventure had been.

* * *

Van Kleiss's sanctuary was not normally the sort of place one broke into, much less the type any would choose to visit. But today's guest was no ordinary person, and he had business to attend to here.

"You can't be here!" Biowulf snarled, taking a running leap. The uninvited guest extended his arm and clotheslined him before tossing him aside as though he were no threat. He got up and brushed himself off before he took another flying leap at the intruder. This time he was caught by the leg and thrown down.

"Dog," the visitor growled, "You will show me to your master now."

"The only thing you'll do today is die! Van Kleiss is not in the mood for company at the moment!" he clawed at the intruder's face, startling him and forcing him to drop Biowulf.

"Is that any way to treat a guest, Biowulf?" Van Kleiss's voice made him pause in his tracks. "Vilgax, I presume?"

"Van Kleiss," Vilgax returned the greeting. "Let's cut to the chase. I know you've been looking into information on Ben Tennyson. I've been looking into Providence's so called 'secret weapon'. We can help each other here."

"I've heard what happens to those who accept your help," Van Kleiss turned and took a few steps away from the alien, flowers blooming with each step he took.

"I just want information. Then I go after what I want and you go after what you want. None of those ridiculous team ups. They always end up in a double cross."

"True, true," Van Kleiss agreed. "Very well. If you will tell me all there is to know about Ben Ten, I'll return the favor."

"What do you want with Tennyson anyways?"

"Rumor has it that watch on his wrist is canceling out his nanites. If this were replicated there would be...serious consequences..."

"But you also want the ability for yourself to duplicate it..." Vilgax guessed.

"I have my own ways of dealing with EVOs I encounter," he smirked, "But I will admit that having the ability to deactivate their nanites if I so choose would be a valuable asset to have. Your interest in Rex?"

"I simply want that damn watch removed from Tennyson's arm. From what I understand he can talk to machines, manipulate them...if he can get the Ultimatrix off Tennyson, I'll be able to kill him once and for all."

Van Kleiss's smile grew, the wicked intent gleaming in his eyes. "If you'll come with me, I'll tell you all I know..."


	3. Abduction

**Author's Note: **So, I've been busy. Also, when I'm not busy, I'm lazy. By the time I got around to working up the draft for this chapter, I'd figured everyone would have lost interest in this story. But I still get reviews for it, as well as author alerts and favorites alerts. Thank you to anyone who has reviewed, favorited or added me to their alerts list. It's appreciated greatly, and hopefully I can stay motivated enough not to make you wait another year for the next chapter.

"I save the world on, oh, I don't know," Rex pretended to think, "A daily basis."

"I've got you beat," Ben smiled smugly. "I've saved the whole _universe_."

"Something tells me we're going to regret ever having let those two team up," Gwen commented, rolling her eyes. Kevin grunted and nodded his agreement.

The teens and Bobo were all making their way back to the van with Katrina in tow when Six caught up with them. "Holiday, do you read me?" He spoke into his ear piece and paused. "Come in, come in, Holiday. Doctor, are you there?"

"What's going on?" Rex asked, "Is your communicator out? Let me try," he pressed on his earpiece. "This is Rex to Providence…Doc? Doc, are you there?" He frowned. "I'm not getting an answer either."

"It seems there's been some sort of incident."

"What _kind_ of incident?" Kevin asked, raising an eyebrow. Six shook his head.

"I don't have all the details yet. Just wanted to prepare you for when we get back to Providence. I'm still not certain on what we'll find there."

The drive back was only about twenty minutes, but it felt like hours passed cramped together in that van. No one talked at first, the silence merely heightening the apprehension. There were a few awkward attempts at conversation, primarily trying to ask Six for more details, but he refused to answer any questions. He didn't say a single word the entire trip back to Providence.

"Well, Providence is in one piece," Rex commented when they reached the base, jumping out of the van before anyone else had a chance to.

"Oh, good, I was _so _worried," Bobo commented, his voice dripping with sarcasm. "Home sweet home. Anyway, just cause the outside's okay don't mean there's not something nasty waiting for us on the inside."

"The monkey has a point," Ben said, spinning the dial of his Ultimatrix.

"Wait," Six held a hand up, then put his finger to his lip to indicate for the others to be quiet. He gestured toward the side of the building. "I heard a sound there…"

"I'm on it," Gwen said, her eyes glowing momentarily. "Whatever it is, it's human. I can't tell if it's friendly or not, though."

"One way to find out," Rex said, charging ahead in the direction Six had heard the noise.

"Hey!" Ben called, hastily changing his Ultimatrix to Humongousaur. "Wait for me!"

They both stopped short at the side of the building. "Gwen and Six must both be off today. There's no one -" Ben started, but was cut off when a blond teen jumped out of the shadows, pointing a laser gun at him.

"Keep your hands where I can… Wait.." he lowered the gun slightly, but kept it aimed at Humongousaur. "Rex?"

"Noah? Man, put the gun down. He's harmless, and he's with me." Noah shrugged and pointed the gun at the ground on Rex's instructions.

"I'm not harmless," Ben said indignantly as he returned to his human self.

Rex ignored him. "Noah, this is Ben. Ben, this is my amigo, Noah, who is now going to explain why he pulled a gun on us. And hopefully it'll be one heck of an explanation."

"Oh…yeah," Noah scratched at his head. "Sorry about that. Thought you," he indicated Ben, "Were in cahoots with that squid-headed guy."

"Squid-headed?" Ben repeated.

"Cahoots?" Rex chuckled. "I don't think people have been in cahoots since the eighties. The _eighteen _eighties."

"What did he do?" Ben pressed. "The squid guy?" He seized Noah by the shoulders. "What did he do? Who was he after?"

"He…he grabbed the Doc," Noah turned to Rex, his voice apologetic. "I tried to stop him. I chased him out here, but I couldn't figure out whether to go after him or Van Kleiss, and while I was trying to decide that, Biowulf got the drop on me -"

"Wait," Rex interrupted. "The Pack was here?"

"Yeah. They took some old guy and ran off."

"Old guy?" Ben asked. His eyes narrowed. "Grandpa Max. …They must have taken him. Was this 'Pack' working with Vilgax?" Noah stared at Ben blankly. "The squid guy. His name is Vilgax. Were they working together?"

"They separated after they nabbed the doctor and your grandfather. They broke in together, though. Rex, I tried to put in a call to your communicator, but there was too much interference. I couldn't get through. I'm sorry."

"Does Providence have security tapes?" Ben asked quietly, his hands clenching into fists.

"Yeah," Rex nodded. "Let's go tell the others what we know."

* * *

"I don't get it," Gwen said, shaking her head. "What does this Pack want with Grandpa Max? It couldn't be revenge, Grandpa never fought Evos, and I can't think of anything that he may have that they could want…maybe Plumber technology?" she suggested.

"I don't think so," Ben answered. "I don't think it's tech they're after, but I'm confused about it, too. Maybe it's punishment for us working with Providence?"

"I don't know, Ben," Gwen admitted.

"I doubt it," Rex interjected. "Van Kleiss doesn't do things just for the sake of being annoying. Can't think of what he'd want with your grandfather, though. Six, what do you think?"

Six didn't answer. He was facing the security monitors, playing Holiday's capture then rewinding to watch it over again.

"Six?" Rex repeated. He watched Holiday be knocked out on the screen. "We'll get her back. That's a promise. No one takes the Doc and gets away with it."

"So I guess Ben, Gwen and I will go after this Van Kleiss guy, and -" Kevin started. Six finally spoke up to interrupt him.

"No. Rex has more experience with the Pack, and Ben's fought Vilgax before. We should work together. It'll be far more advantageous for all of us that way."

"Teamwork's all well and good," Bobo said, picking a flea out of his fur and crushing it before tossing it aside, "But who do we go and save first?"

* * *

"Comfortable?" Van Kleiss had Max Tennyson trapped in a cage, and then had handcuffed his arms and his legs with energy cuffs. Just to be extra safe, a collar was placed around his neck, securing him on the side of the cage opposite of where Van Kleiss was speaking to him.

"Not so much," Max grunted. "Might be better if you loosened these cuffs. Or maybe the collar."

Van Kleiss laughed. "Now, now, Mr. Tennyson, we both know if I loosen these even the slightest bit, you'll escape and start causing problems. I know all about you. You're still quite good, even at your …mmm…_advanced _age."

"Your hair's starting to look a little on the gray side yourself, sonny," Max snorted. Van Kleiss merely laughed again.

"Glad to see you're still in high spirits, even at the worst of times. I do hope your grandson takes a while to get here to rescue you. You may even be fun to have around."

"What do you want with Ben, anyways? Never seen you Evos take an interest in aliens before."

"Tsk, tsk, tsk," Van Kleiss wagged a finger. "Now, really, do you expect me to just divulge my entire plan to you? This isn't some bad spy movie or children's cartoon. No, you'll sit in your cage and wait to be rescued. Relax, old man, nothing's going to happen to _you_."

"And my grandchildren?" Max raised an eyebrow.

Van Kleiss smirked, and examined his metallic, claw-like hand. "That, Mr. Tennyson…is entirely up to them."


End file.
